Tax Liability Insurance

All M&A transactions require careful due diligence by both sides. Sometimes tax liabilities are uncovered during this long and arduous process where the accountability is obvious. Other times, the lines may be a bit more blurred as to who bears the responsibility. And then there are times, months or even years down the line, when unexpected back taxes—as well as the corresponding interest, fees and penalties—give new owners more than they bargained for. All of this uncertainty can add to an already taxing situation.

GTS Tax Liability Insurance shifts the responsibility for tax contingencies from the insured to the insurer—minimizing financial risk and exposures and reducing the friction between buyers and sellers. So both parties can move forward quickly and confidently—and the only thing taken off of the table is the uncertainty.

Tax Liability Insurance for Sellers: Removing uncertainties from the equation—and the balance sheets.

When it comes to M&A transactions, it’s not uncommon for post-closing rulings and challenges by tax authorities to prevent the distribution of proceeds while teams of lawyers and accountants determine liabilities and their financial impacts. For this reason, many sellers set aside a portion of these funds in escrow accounts, making them untouchable for up to seven years—and preventing them from being distributed to investors or reinvested in other opportunities. GTS Tax Liability Insurance aims to give sellers the peace of mind in knowing exactly what they’re liable for—a single, calculated insurance premium. If there are multiple sellers, this insurance can also help to limit each of the seller’s exposure to one another.

M&A deals are a huge investment for buyers—in time, as well as money. So when they are suddenly hit with unknown tax liabilities—whether it is pre- or post-closing, it can turn what was seemingly a very lucrative deal into a financial disaster. GTS Tax Liability Insurance can reassure buyers and lenders that outstanding liabilities may be covered

Jugdeep Singh — Head of Tax

Jugdeep is the Head of Tax within Liberty GTS. Prior to joining, Jugdeep was an Associate Partner with EY specializing in M&A tax. Jugdeep also worked at PricewaterhouseCoopers (both in London and New York). Jugdeep has more than twenty years’ experience in advising on tax structuring and diligence across a broad range of cross-border M&A buy-side and sell-side transactions.

Christopher Waddington — Senior Tax Underwriter

Chris is a Senior Tax Underwriter in the Liberty GTS tax insurance team, with a focus on providing cover for specific known tax risks arising in both an M&A and non-transactional context. Before joining, Chris was a solicitor. He qualified into the Linklaters’ tax group in 2008 and later spent several years at PwC, Clyde & Co and, most recently, Hogan Lovells as a senior tax lawyer. During this time he advised clients on a broad range of tax issues in the context of M&A and real estate transactions, as well as acting for corporate taxpayers in a variety of tax disputes with HM Revenue & Customs. He holds a first class honours degree in engineering and business from the University of Birmingham.

William Hess — Senior Tax Underwriter

William graduated from Cambridge University in 2011 with a BA(Hons) in law and also holds a BSc(Hons) from the Open University in Mathematics and Economics. He was admitted by the ICAEW as a chartered accountant in 2016.

William joined Deloitte’s international tax advisory team in 2012 where he mainly advised large UK listed groups on a range of UK and overseas tax issues, including tax audits, litigation and their responses to the BEPS Actions. In 2017 he joined Deloitte’s M&A Tax practice where, as an Associate Director, he advised on all tax aspects of the deal process. His focus was mainly on mid-market private equity deals and large, high-profile, corporate transactions and restructurings across a range of industries. In 2019, William joined Liberty GTS’s tax insurance team.

Meimay Law — Production Counsel, Tax Liability Insurance

Meimay is a Production Counsel for the Tax Liability Insurance team in the Liberty GTS tax insurance team, based in our New York office. Meimay holds a bachelor of business administration and masters in public accounting from the University of Texas at Austin and a JD, L.LM in taxation from New York University School of Law. Meimay is a licensed CPA in the state of Texas and New York and is admitted to practice in New York state.

Tom Roth — Senior Tax Underwriter

Tom is a Senior Tax Underwriter based in Singapore. Tom’s focus is on tax risks arising across the Asia Pacific region, including specific transactional tax risks and those arising in an M&A context.

Prior to joining Liberty GTS, Tom was a Senior Associate in Baker McKenzie’s tax practice, where he focused on international tax issues across APAC and EMEA, having worked in their Sydney, London and Singapore offices. Tom is a qualified lawyer and has a Bachelor of Laws / Bachelor of Commerce from the Australian National University and a Master of Laws from Sydney University.